In recent years, numerous states have attracted film and television productions—and their accompanying jobs—with strong tax credit and incentive programs. As a national organization, the PGA proudly commends all such programs throughout the country. However, given the strength of our Guild’s California-based membership and the modest scale of the state’s existing incentives, we believe this legislation could have a direct and positive impact on the lives of thousands of our members. Accordingly, we support it fully, and hope that you do as well.

We urge you to contact your state Assembly member, and tell them that you support AB 1839.

On behalf of the Producers Guild of America, we wish to voice our ardent support for Assembly Bill 1839, the California Film and Television Job Retention and Promotion Act. the Producers Guild of America represents over 6,000 hardworking professionals in the film, television and new media industries, while we are a national organization, the great majority of our members live in California. We wish we could say that all of these members worked in California as well, but over the past two decades, it has become increasingly difficult to make that claim.

On behalf of our members, we write in support of AB 1839, which expands the existing Film and Tax Credit Program to accommodate the quantity and scale of film and television productions that stand to employ thousands of Californians and inject billions of dollars into state and local economies. The existing Film and Television Tax Credit Program represents a successful first step in returning California to its rightful place as our nation's leader in entertainment production. Unfortunately, the Program's scant $100,000,000 annual limit on tax credits and the disqualification of big-budget productions has compelled the vast majority of productions that would otherwise shoot in California to turn to other states such as New York, Louisiana and Michigan, where more aggressive incentive programs stand ready to meet the needs of producers.

These productions dearly want to shoot in our home state. There is no compelling reason why our members should have to uproot their lives, parting from their families for weeks or months at a time in order to shoot elsewhere. There is no compelling reason why the many ancillary crew positions should not be held by Californians. "Film Flight," the 2012 study released by the Milken Institute, has thoroughly detailed the disastrous consequences of runaway production for our state economy. Producers would like nothing more than to keep their teams close to their families, provide thousands of jobs to the workers of our state, an channel their productions' considerable spending power into our towns and cities. With your support, this goal finally will be within reach.

If the legislature fails to rise to meet this challenge, it would be a terrible shame and a painfully lost opportunity. Film, television and new media are California's home-grown industries, inescapably tied to our state's history and its future. For the sake of our thousands of PGA members and the millions of California citizens who will benefit from expanded production opportunities in our state, we thank you for your essential work on behalf of the California Film and Television Job Retention and Promotion Act, and urge your colleagues in the strongest possible terms to lend their support to AB 1839.

Sincerely,

Gary Lucchesi Lori McCrearyPresident President

Letter from California Film & Television Production Alliance to Senate Governance & Finance Committees:

Dear Senate Governance & Finance Committee Members,

On behalf of the hundreds of thousands of middle class Californians, creative talent, small businesses, and film commissions across the state that we represent, we are writing to thank you for your commitment to and leadership on AB 1839. Given the importance of the Governance & Finance Committee — our first Senate Committee hearing, we were moved, and gratified, by the strong words of support – and of course by your votes.

We were proud to have the opportunity to stand there before you to express our own concern and commitment to the passage of AB 1839. We believe the stakes are too high for us to do anything less — both for our own industry and for the economic vitality of this state.

Producers have long worked outside of the TMZ and these days, where a project shoots is often based on the vision of the filmmakers and the range of available incentives. Usually, it’s essential to have a local partner to help ensure a smooth production. With this in mind, the Producers Guild has been proactive in expanding within the United States as well as creating alliances across the globe.

To that end, the PGA International Committee teamed with the Guild’s Diversity Committee to host a video conference with producers in Rio de Janeiro, Brazil in late April. It was the first of such initiatives to take place online and builds on the International Committee’s long tradition of introducing PGA members to potential foreign partners and promoting international co-production.

Featuring a pitch-and-be-pitched format, about ten PGA members assembled in the conference room of the Guild’s Beverly Hills office (four pitching, with the rest there to listen to pitches) to interact with a similar grouping of members of SICAV – Brazil’s affiliate to the PGA. The event was moderated by the International Committee’s Brazil Rep, Robert Klinger and Steve Solot, president of the Rio Film Commission.

The opportunity was open to all PGA members, with participants chosen based on how Brazil-centric their projects were and how likely they might be to qualify for Brazilian incentives and interest a potential co-producer.

After an introduction to Steve Solot and SICAV by Diversity Committee Chair Deborah Calla, International Committee Chair Stu Levy initiated / brokered a memorandum of agreement with SICAV and hatched the idea for the video conference.

"As our industry continues to become more and more global, it's crucial for our Guild members to meet potential business partners overseas.” said Levy.

Calla.stated, “Producers have to be resourceful in finding money to finance their projects. Understanding that, the International and Diversity committees came up with an innovative Skype co-production opportunity for PGA members to share their projects with Brazilian producers. We plan to continue to build on this first step for our Guild members. Brazil is a young and growing market with many possibilities.”

These alliances are important since they encourage sharing of information, a greater understanding of what’s required to qualify for production incentives and the chance to meet far-flung production partners who can be immensely helpful in understanding – and very often qualifying – for local incentives.

PGA participant Rosemary Marks, who pitched action adventure project 1 Kill 2 Many found the Skype call to be, “a great, innovative idea.” She added, “It was also interesting to hear first-hand about the reality of filming in Brazil.”

Said PGA participant Frederick Keeve, “My film project, Vine, was selected to be one of the film projects presented, and it was a great opportunity not only to practice my pitching skills, but also to get my creative ideas in front of producers from another country that could possibly impact the making of this film. The Skype call was helpful in understanding the Brazilian producers' budget parameters and also an opportunity to hear about their film and television projects as well.”

“It’s fitting that the first call was with Brazil” opined Robert Klinger, the International Committee’s Brazil rep. “Brazil’s vast and experienced production community is growing, and as the largest country in South America, it can offer any setting you could imagine, from urban sprawl to quaint colonial towns to the world’s greatest nature reserve – the Amazon. Brazil has a myriad of incentive programs, an extensive pool of skilled crew, and the key to it all – experienced production companies that can facilitate everything from production services and equipment to extracting the maximum benefits from the various available incentives.”

All this has led to major shoots in Brazil, including such features as Twilight: Breaking Dawn, Fast & Furious 5, The Expendables, and OSS 117: Lost in Rio.

Ultimately, the success of this PGA outreach will come in the form of fruitful working relationships between members and foreign producers. So far, one of the call participants from the PGA side is working to help secure finishing funds for one of the Brazilian projects, a nearly completed documentary about a Brazilian Ambassador stationed in Europe during WWII who helped hundreds of people escape Nazi persecution.

Tech improvements to the conference room at PGA headquarters promise an enhanced experience for the next call, but even with a simple Skype, participants were very pleased. Rio Film Commissioner, Steve Solot commented, “The event was considered a complete success and should be repeated soon.”

And repeated it will be. As the Guild continues to form international alliances and signs more memorandums of understanding with affiliates in other countries, the International Committee plans on hosting more calls with more countries.

“This first co-production pitch via Skype was efficient and effective,” said Stu Levy. “Brazil is an exciting market, and we'll not only do more with Brazil, but present similar opportunities around the world, so stay tuned!"

Last fall, we wrapped our latest feature, Ruth & Alex, a romantic comedy directed by Richard Loncraine (Richard III, Firewall, Wimbledon), starring Diane Keaton, Morgan Freeman and Cynthia Nixon. We shot in New York City — an absolutely fantastic experience, despite its unique complications. We made one pre-production decision that resulted in a huge difference for the film: to shoot with relatively new cameras from Arri — the Alexa XT.

It’s common knowledge that the Alexa has become the quintessential workhorse for film and television productions. Working in such an intense, dynamic and cinematic city as New York, we needed the versatility, portability and overall quality that the Alexa is known for. So when Franz Wieser at Arri and Lynn “Gus” Gustafson at Arri CSC gave my line producer, Sam Hoffman, the choice to use their new XT technology, we jumped at the chance. We found that the XT all but negated the many challenges presented by the too-many Manhattan locations, tight spaces, quick changes in lighting and weather, not to mention working in and around the flow of the city itself. And when Produced by invited us to share a little about our experiences using the XT, we were only too happy to oblige. We were one of the early adopters of a previous Alexa model, using it to shoot Rob Reiner’s The Magic of Belle Isle, and now that we’re wrapping up post-production on Ruth & Alex, we’re excited to share the producers’ perspective on this camera with my fellow PGA members. In fact, it’s an honor.

WHY ALEXA?

When it came to selecting the camera for Ruth & Alex, the Alexa was the only camera on DP Jonathan Freeman’s (Game of Thrones, Boardwalk Empire, Remember Me) short list. To say that the Alexa is the quintessential workhorse isn’t a sales pitch — the Alexa is everywhere. Our entire camera department had had extensive experience with this camera and was very happy with our choice. Furthermore, it’s post-friendly, a feature that producers take very seriously. Especially with the influx of production generated by the tax incentives, New York post houses work on Alexa projects daily. They’re very familiar and extremely facile with all the post options at their disposal. Under Jonathan’s leadership, we were able to flesh out our entire workflow process in prep, from image acquisition to DI to film-out, before we shot a single frame of our film. This in itself allowed us to work out any potential problems without the pressure of being in production and surely has saved us much time and money during our post process.

One of digital’s challenges (and a common argument against digital) is that it’s all but impossible to match the softness and richness of film. The most common complaints are either that the images are too sharp or that they scream “television.” As Jonathan explains, “Its highlights still don’t have the subtle curvature fall-off that film has, but it’s almost to the point where you can argue that it’s based on subjective taste, rather than a technical difference. Without a side-by-side comparison, it’s hard to know the difference, even to the trained eye.”

Our first assistant camera technician, Heather Norton, told us, “For an assistant, this camera was smartly designed for the accessories that we are accustomed to using in a traditional feature environment. It’s very intuitive in its menu structure and is ergonometric, which makes it great for Steadicam, handheld and studio use.” Familiarity like this greatly reduces the perceived learning curve, another argument commonly marshaled against digital. For our film, we were budget-constrained to capture the lower resolution ProRes format, but needed to capture our green screen shots in higher resolution ARRIRAW for vfx. Alexa XT was the perfect solution, as Heather noted that the new XT also has the ability to record ARRIRAW in-camera. “When the Alexa first came out,” she noted, “you had to attach an external recording device to capture uncompressed data.”

PRE-PRODUCTION

Advances in digital filmmaking have given us options that didn’t exist a few years ago. While in pre-production on Ruth & Alex, we were able to shoot multiple camera tests, run them through our data acquisition workflow, do color-grading tests and screen with a high-resolution projector, all within the space of a couple of days and with a very small test budget. Richard Loncraine had a very specific vision for the look and feel of Ruth & Alex and we were able to lock in this vision during prep by creating look up tables (LUTs). An LUT is like a filter that rests on top of the raw camera image, modifying the color, saturation and other parameters of the picture so it appears closer to the final product the DP is aiming for. “The visualization of the movie was almost immediate,” confirmed Jonathan Freeman. “Having LUTs allowed us to create the look of the movie pretty much on the set.” For a producer, what this means is that while we are shooting, we can see images that are very close to the images that the DP will finalize during the DI! It’s a time-saver: Your editor and director use the color-corrected images during editing and you can screen from the Avid with closer-to-color-corrected images than ever before.

PRODUCTION

From a production standpoint, there are two things we love about the XT. For one, it offers the ability to film in a variety of codecs with a quick in-camera menu change, from pristine ARRIRAW to the edit-ready ProRes. For shots where we needed the maximum latitude and zero compression (visual effects shots, background plates and green screen work), we went with the raw option. The rest we shot in ProRes. As Heather Norton explains, “The new larger sensor size [4:3] of the XT afforded us the ability to strategically switch in camera from shooting ProRes to ARRIRAW when we needed to give post the most latitude for green screen replacement.”

The second and, in my opinion, one of the most impressive aspects of the Alexa is its ability to capture a wide range of exposures in the same shot. “The camera needed to be able to capture a wide latitude of bright lights and extreme shadows under an elevated train in broad daylight, as well as intimate silhouettes of the actors in a romantic scene with the sun setting and sparkling over the East River,” Heather recalls. This latitude played a key role in our production given the dynamic nature of lighting in New York City. Jonathan Freeman adds, “We had to shoot on locations where we had only a minimal amount of control. We were shooting probably 10 stories up, and it’s hard to maintain consistency and balance for the inside and outside as the light changes, especially in Manhattan where the light in the canyons changes every 15 minutes.” ‘A’ camera operator Tom Lappin likewise testifies to the value of this feature. “Richard would always shoot the rehearsal,” he notes. “With the DIT watching and the HD monitors for Richard and Jonathan, we were always confident that Heather and I had gotten the take. There is a great sense of progress when you know you have the scene on the first take.”

FROM ARGH! TO AHHH!

We discovered another surprising and welcome feature of the Alexa XT when an errant boom ended up in the frame of a take we absolutely loved. This could have ended up as an additional visual effects shot. But the XT has a 4:3 Super 35 Sensor that allowed us to shoot 4:3 at 2K resolution. It’s a feature that was developed for anamorphic lenses, but we used it to gather more pixels, which then allowed us to reposition and re-frame shots vertically and do seamless digital tilts in post. We saved our beloved shot simply by repositioning the frame, and it didn’t degrade our image quality.

An interesting byproduct of shooting digital in general is that the production design of sets tends to be less “staged” and more realistic, as the cameras (unlike film cameras) capture pretty much what you see with your naked eye. As an example, our brilliant production designer, Brian Morris, built a wonderful restaurant façade in a Brooklyn neighborhood. The day of our shoot, our clearance person called in a panic, informing us that an Internet search revealed that a “Rahim’s Sahara Café” already existed... right in Brooklyn, no less. We scrambled to find a replacement name, only to learn that this hot new eatery was, in fact, our set. As it turned out, Brian’s design was so convincing that a local resident, after walking by the set the night before, ran home and blogged about the “new restaurant” in the neighborhood. We were able to get back to work, but it reminded us that sometimes technology can have unintended consequences.

ON-SET DAILIES (OR, SHHHHHH!... SKIPPING THE LAB!)

One of the coolest tools we had was from our on-set dailies vendor, Light Iron: a new iPad app called TODAILIES (get it?), which wirelessly synced our dailies to iPads soon after we changed data cards (or as we used to say, “changed mags”). This means that whomever we gave access to (HODs, vfx, exec producers) could view HD dailies minutes after they were shot. This cuts both ways, so be careful to whom you grant access!

Our talented on-set DIT, Keith Putnam, was our go-to technician on set for data wrangling, testing, LUT application and all dailies-related questions. He and the Alexa workflow complemented each other perfectly. Light Iron set Keith up with a turnkey system complete with high-definition monitors, waveform, vectorscope and on-set dailies processing capabilities. This system allowed us to monitor the ARRIRAW and ProRes footage straight out of the Alexa and make on-the-fly adjustments. “The video output of the camera is there for monitoring,” Keith explains, “and I use it to live-color the signal, putting a look on the image and sending it to the VTR person for monitoring on set.”

Creating our dailies while we were filming saved an immense amount of time and manpower and allowed editorial to get their hands on the footage much more quickly. “After downloading the media,” Keith continues, “I would bring it into Express Dailies, which allowed me to sync the sound, apply the look and generate dailies that look like what people saw on set. The live-coloring process is non-destructive. It maintains a consistency all the way to editorial and provides the final colorist an indication of what the original basic intent was,” said Keith.

POST-PRODUCTION

With our original camera files transcoded into 2K DNxHD 36, a high-quality HD file for offline editing, we were ready to cut the film using an Avid system. Our editor, Andy Marcus (Step Up 3D, Can a Song Save Your Life?, Divine Secrets of the Ya-Ya Sisterhood), and post-production supervisor Alexis Wiscomb set up shop first at Post Factory and then later at Harbor Picture Company, where we were also doing our online and color.

Offlining the film with the 2K DNxHD 36 files provided a good balance of picture quality, while also minimizing costs and maximizing efficiency when it came to working with the huge quantity of footage. It was a great help to be able to toggle on the LUTs that Keith had created during production. “Everything came into the Avid with essentially a first-color pass,” says assistant editor Gordon Holmes.

The codec maintained a level of image quality that allowed us to output directly from the Avid and onto an HDCAM SR tape for test screening in a theater. Once we lock picture, we will conform the film using the original raw files and finish it in 2K. One of the great things about the Alexa’s file options is that they are compatible with most online platforms. We selected the Avid Nitris for our conform and Autodesk Lustre for color-grading.

WE NEED TO FUTURE-PROOF DIGITAL

Shooting digital still leaves producers with unanswered questions about archiving and accessing our films in years to come. How will our 2K films look on the new 16K projectors? With film, we addressed that problem by inventing higher resolution film scanners to get better resolution for our projectors. But digital pretty much remains the resolution at which you capture it. It is a problem yet to be solved by our industry, although many smart people are attacking it. We encourage all producers to get into the conversation — this is as much our problem as anyone else’s in the industry!

Still, for our team, the overall ease of digital technology outweighed any downsides. As Richard Loncraine put it, “You mean that was a digital camera? It just did what it was supposed to do, every time, all the time.” Though ultimately, we all agree with Tom Lappin when he states, “Digital capture is only as good as the team that makes the settings.”

When I first realized Ice Cube was coming into The Arsenio Hall Show, I thought it would be a great opportunity to do something funny with him. When guests come on a show and “like to play” (show talk for they don’t take themselves too seriously), the staff will try to write something funny for them to do. Usually something simple. That’s what I thought I was doing.

I remembered Jesse Jackson being on Saturday Night Live reading Dr. Seuss’ Green Eggs and Ham as one of the mostgenius and inspired pieces of comedy I’ve ever seen on thatshow and thought that if we could do something like that with Cube, it would be cool.

I pitched an idea: What if Ice Cube were to read a children’s book, but as a rap? The book Goodnight Moon came to mind. My EP said yes, and off I went.

First step, I searched the Internet and found an instrumental version of NWA’s “Straight Outta Compton.” I set to the task of re-writing the words to the book, and sprinkling in the word “motherfucker” wherever it fit.

Here was the opening of the first version…

In the great green room there was a telephoneand a red balloon and a picture ofThe cow jumping over the motherfucking moonThree motherfucking bears, sitting on chairsand two punk ass kittens and some motherfucking mittensand a little bitty house and a bitch ass mouseand a comb and a brush and some motherfucking mushand a old ass lady who was whispering “hush”

It’s hard to pitch this type of bit to people; so if at all possible, you want to make some kind of demo. Inside a small editing room, with my computer sitting on top of a monitor, we recorded the rough vocal track with me doing my best “Ice Cube.”We finished. We laughed. It sounded funny. I figured this would surely sell the bit. A couple of hours later, my EP got back to me. He loved it, but he thought I sounded like Eazy-E. No matter. Once you tell me something is funny, I’m good.

I knew Cube personally, and agreed to pitch the whole bit. Cube would do the vocal, and we would shoot him on a green screen, so he would appear “in the book.”

In the meantime, he would set out to see if we could get the rights to “Straight Outta Compton.” It’s one of those tricky songs that has several composers and split rights. Getting the rights to use a master to a piece of music can run into the tens of thousands of dollars, depending on the popularity of the song. This is a popular song.

If it was cost-prohibitive, we could get a composer to do “a fake,” a song that sounds like a hit song but is different enough so no one gets sued. I sent the email to Cube with the video that I had done attached. The next day, Cube got back to me. He was in. But he said we had to use the “Straight Outta Compton” track. He said that’s what made it funny. I showed his response to the EP, who simply said, “I guess we have to buy a song.”

This is one of those great moments when something you thought was a good idea begins to get real.

Now as far as I knew, there was no official release of the instrumental version of “Straight Outta Compton,” so we had to see if there was one available to buy. The price came back relatively low, so it was an immediate yes. Then things started to get tricky again.

In my pitch to Ice Cube, not only did I pull the music from the Internet, but I also found a video of the book online, complete with simple animations. I had my editor take those images and put them into the video and it was now floating around the different departments.

The literary clearances department had seen it. I could probably clear the usage of the words of Goodnight Moon, but would likely run into problems because we were sprinkling the word “motherfucker” all over the thing. The author might not like that. So in the landscape of legal, it’s better not to ask.

I was also told that we could not use the artwork, because that was yet another set of clearances. All of these discussions were being held on a Friday about to go into a holiday weekend. So no legal questions would be resolved until Tuesday, when Ice Cube was slated to appear.

Fortunately, we tape two shows on Tuesdays, and this was to be in the second show, which would air on Wednesday. So if we could get the clearances, we might have a day to get the rest of the piece together.

Replacing the graphics would require extensive work from the show graphic artist, and he wasn’t even available to start on it until Tuesday. But the EP had decided we would do what we had to do to get the piece on, even if we had to hire a second editor. These are the moments when you pray that your bit is funny, because they were pulling out all the stops.

Tuesday rolls around and now we have to get Cube into the building in enough time to record vocals, shoot him in front of a green screen performing the song, and cut a temp of the bit into the show, knowing that what the audience would see on Tuesday would not be what the home-viewing audience would see on Wednesday night. But we need something to show to the crowd, and we needed to get Cube on the couch talking to Arsenio about it, and throwing to the piece.

Enter legal. To satisfy parody requirements, we can’t be pretending we came up with this on our own. They want the lyrics close enough to the book so it’s clear I’m making fun of it, but we need it different enough so we’re not damaging the author. Hmmm… does that mean more “motherfuckers,” or less?

That brought us to this:

In a big bedroom there was a telephoneand a big balloonand a picture ofThe cow jumping over the motherfucking moonThree motherfucking bears, sitting on chairstwo punk ass kittens and some motherfucking mittensand a little crack house and a bitch ass mouseand a comb and a brush and some hot ass musha ugly old lady who was whispering “hush”

I didn’t want Cube coming in blind, so I send him a new version of the lyrics. I waited… I never heard back. That made me nervous. Did he know we were changing the lyrics? Did he not like what he was seeing and change his mind? This was off the radar of his team. Usually publicists or front people agree to bits like this. But I had gone directly to Cube, so if there were problems, I would have no recourse if I couldn’t get him to respond. But I had heard from the talent department (the people who handle guests once they agree to do the show) that

he was good to get to the studio in time enough to shoot the piece, so that made me think I was probably still in the clear.

Meanwhile, our graphics guy was saying there was no way he could even get the work done for Wednesday. In truth, he hadn’t even seen the demo, so he didn’t even know what he was saying no to; he was saying no “just in case.” I discussed it with him and he decided it was possible, but wouldn’t make any promises.

As of late Monday, I had a fail-safe plan. At the very least, I could try to get Arsenio and Cube to do an intro to the piece in a pickup, even if none of the material could be ready in time for the Tuesday-night taping. What I didn’t want was for the piece to be held for another night when Cube wasn’t there and to be played as a standalone. This had happened to me with a piece I had written that was supposed to run when Tyler Perry had been a guest. We held the piece for another night. When it ran, it fell flat. Not this time. Ice Cube being there to introduce the piece would make it clear that we were making fun with him and not of him. So I had a plan. Now all it had to do was work.

Tuesday was calm for the most part.

The lawyer seemed to be happy, but now the EP came back to me on my lyrics. His concern was that since I had so liberally sprinkled “motherfucker” in the body of the lyrics, too much of it would have to be bleeped, and the home audience might not enjoy it as much. (The studio audience hears the uncensored version and the bleeps are added later.) Could I do another pass and remove some of the motherfuckers?

Sure.

And then the lawyer comes back. “Can you write something in your script that makes it clear that we know we’re making fun of this piece, so that on camera they’re saying it’s a joke and that we don’t claim that this is original?”

Sure. I could do that too.

I submitted one more set of lyrics. Everybody is happy now. I was feeling a bit anxious, hoping there were no last minute surprises. The audio track, a clean instrumental, had come in and was waiting with the audio engineer in the control room on the stage.

Recording there seemed like the easiest and quickest way to get a good clean vocal. While the control room was not an audio booth, I was told it was quiet enough. We could record there, marry the vocal to the rhythm track, and immediately output the sound to the monitors by the green screen so Cube could do his lip sync. We saved a step by doing all the work in one system as opposed to having to transfer the files to the main system. All good.

Ice Cube is a professional. You ask for him at 5:00, he shows up at 5:00. I didn’t want to rush Cube, but my concern was getting him in the booth and starting to record so we could turn the work around in time for the next taping, which was slated to begin about 7:00 pm. I went down to meet him when he arrived. We shared a laugh. He said he’d be ready shortly. At about 5:15, he was still in his dressing room.

One of our talent coordinators knocked politely. She was told he would be ready in a few minutes. “A few minutes” in celebrity time can be anywhere from three minutes to three hours. I had no doubt Cube would come out and we would get the bit, but I was increasingly concerned that we would be in a serious time crunch.

So we waited. A food order was placed. A couple of people from his camp arrived and entered the dressing room. No one came out.

We double-checked to make sure all of the people on our end would be ready. As we sat waiting, there was a quiet understanding that when it was time, we would be moving with purpose.

There were a few more polite knocks. A few more reassurances that it would be a “few” minutes. Finally, somewhere around 6:20 pm, his publicist emerged and said he was ready. Cube came out about five minutes later. “Ali LeRoi!” Cube always says my whole name when he sees me. Like Charlie Brown. It always makes me feel very cool and very corny.

I had given Cube his new version of the lyrics, and as we walked toward the booth, the first thing he pointed out was that these lyrics weren’t the same as the ones he’d seen before. And while he had listened to the original demo, he said he would need a cadence for the new bits. Meaning: I have to rap for Ice Cube.

Fortunately, we’d worked together before, and he trusts me with comedy. So if I had to rap to get it across, that’s what I had to do.

We get into the booth; I dive in. He picks it up pretty fast. He’s been doing this a while.

When he takes his first shot at it, he’s a little subdued. But it’s already funny.

We start to record.

Cube gets through the first couple of stanzas before he stumbles. We’ll just play back the stuff he’s done and punch him in, like they do in studios. No problem.

Problem. This is not a studio, the engineer reminds me. It’s an audio room at a TV show. They only have two tracks. One with the music and one for the vocal. So he can’t listen back to what he’s done. He can record AGAIN, and pick up wherever he wants, but two tracks are all we have.

I repeat this back to the engineer several times. “All you have is two tracks?” I have more than that in Garageband. I’m embarrassed and worried. What the hell? Does Cube think this is all bullshit? Will he just say fuck it?

No. This is Ice Cube. He’s a pro. “I can get it.”

We start and stop. We listen and laugh as Cube gets a handle on the rhythm and the rhyme. It’s funny as hell.

Cube gets to a tricky word and stumbles. He figures out the nuances. We change a word here and there. We’re at about six partial takes.

“We can just cut it together…” I tell him. “If we just get the bottom half, we already have the top—”

“I’m a MC. I can do this.”

On number seven he nails it. Top to bottom. Audio down. Now the video. The cameras are in place. Good. Cube is about six feet from the prompter screen, which is about 5” x 7”. He complains softly about the small size, but all systems are go.

I tell the booth we will shoot two takes (with two cameras rolling simultaneously) of Cube doing the vocal all the way through, and two takes with him doing a combination of the lyrics and some mugging for the camera. That way, if he falls off sync or just doesn’t land part of the song, we can cover that with him doing something cool.

It’s amazing and fun to watch a legend at work. And watching Cube rhyme “punk ass kittens” and “motherfucking mittens” was a great moment. Wow.

Six minutes later, we’re done.

He’s off to his dressing room. He’s happy with the work. I rush off to the edit bay to make sure that we have the proper takes being cut in over the temp graphics I pulled from the Internet. The live-action green screen material won’t be cut in until Wednesday. Right now we need to get the temp ready for the top of his third segment in the show.

I sit in my office and watch the show from there. I’d like to go down, but I kind of enjoy watching on my own. I love having my ideas received well, but I still get uncomfortable standing around while people tell me I’m funny. I prefer just hearing the crowd respond.

The top of the third act of the show arrives and Arsenio leads Cube into the intro for the video. It’s not what I’ve written, but who cares? (I’ll tell you who in a second.)

The piece plays. It looks good on the small screen in my small office. I can hear the crowd laughing.

I get a note from writer Owen Smith, who wanted to be on the floor when it played:

“It CRUSHED” (his caps).

I decide to go down and catch Cube before he got out of the building, just to tell him thanks. My EP intercepts me. Fist bump. He’s happy. A lot went into this, and it worked. Always a good feeling.

I catch up to Cube, we speak briefly. He’s happy with the piece, and even offers himself up for more if we have a good idea. Cool.

Inside, I’m sailing, but outside, I’m still very subdued. One of the writers’ assistants tells me she thought the piece was great. I start babbling on with some sort of forced humility. She calls me an asshole and tells me to just say “thank you.” I say “thank you.”

Wait, who’s running toward me? It’s the lawyer. Not happy. What’s wrong? “They didn’t say that it was his ‘take’ on a children’s book!”

This lawyer has told me before he hates that this is his job. He will tell the EP. The EP will not care, and will not ask Arsenio to go back out and say some perfunctory stuff about how this thing that is obviously a joke, is, in fact, a joke. It’s out of my hands.

I head to edit and the graphics look good. We can take Ice Cube and place him where we need him on the screen. That’s the best part of shooting on green screen. It’s the home stretch. I’m feeling confident as I leave the studio.

The staff is still buzzing the next morning about the piece. Even though it hasn’t aired, everyone thinks it will be even funnier when we get our original graphics into it.

The lawyer is still concerned with the fact that Cube and Arsenio didn’t give it the proper wording to let everyone know that it’s a joke. Apparently, Arsenio thanked Cube at the end of the show for his “take” on the children’s book. It’s not exactly what the legal department wants, but it’s something. Although we can’t imagine any sane people thinking that we’re serious about this, who said it would be sane people making the argument?

The graphics guy is well down the path to finishing and it looks like we’ll be in good shape inside of a few hours. It’s just before noon and the lawyer is back. He’s been speaking to even more lawyers, who are even more skittish than he is.

Because Arsenio and Cube did not specifically set up that this was Ice Cube’s take on a children’s’ classic “for the hood,” we now need to include some sort of title card on the piece that states the title and includes something along the lines of “Children’s Story Remix” by Ice Cube.

Now, the shows are currently being edited, so I can’t add any time to the piece. It has to run in the exact same time that it ran last night, so any additional images have to fit in the space we’ve used. There may be a little space at the front, over the intro. I think we can do it. I send an email with additions to the editors and the lawyer and I wait.

It’s now late in the day and the post-production department is trying to wrap up all of the elements for tonight’s show. The graphics editor is finalizing the images for the book, while a second editor cuts the images that have already been created to the timeline of the music. He’s gotten the green screen selects of Cube, arranging the pieces on the timeline of the music.

I haven’t seen it all play down yet, but it looks good.

I ask my editor if he’s seen my email about the legalese we needed to insert. I sent it maybe three hours ago. He has no idea what I’m talking about. His suggestion is that the other editor do it.

My fingers are crossed, but the piece is starting to feel “snakebit.” That’s a term I first heard from my friend, producer/director Reginald Hudlin. It means your idea may not

be dead yet, but it will be.

I make my way back to the graphics editor to see if he’s read my email about the legalese. He has. But he hasn’t done anything yet.

“Why don’t we do it the way they do on music videos?” He suggests a lower third with all the pertinent information. It’s a brilliant idea. I’ve found, more often than not, when you let people do what they do best, they will come up with an idea better than yours, that makes your work shine.

So now at the top of the video, we’ll see as a lower third:

Goodnight “June”The Bedtime Story Remixby Ice Cube

and then at the end:

Dedicated to the Junebugsin Compton and everywhere

Sounds like a plan.

I know that once it’s cut, there’s going to be something I’m going to not like. But I have to remember that it’s a great :55 seconds of comedy, and that it’s already more than I imagined.

No word from the lawyer. I take that as a good sign.

It’s almost 4:00. The graphics are done and now the editor is working as fast as he can to get everything in place.

My EP steps into the edit bay and asks, “How’s it going?”

“I don’t know,” I say.

I’m not lying. I know we’re making progress, but I haven’t asked. No one has shot up a flare. If the guys are not saying they have a problem, then they don’t have a problem. They know their timeline; they have experience with this. Any time they spend assuaging your fears is time better spent putting

the piece together.

“You don’t know?” he asks me. There’s a mix of concern

and incredulity there.

“Ask him.” I point to the editor.

“We’re going to make it,” he says.

The EP exits and we get back to work. I’ve been wandering around the office for most of the day, but now I stay in the edit bay. Decisions need to be made and they can’t spend time trying to find me.

Producer 101: Decisions are made by people in the room.

I’m not here to interfere. I’m not even pushing any new creative ideas. At this point, I want them to execute as best they can in the time they have. I’ll only stop them if something feels wrong.

The lawyer returns with a list of words we need to bleep.

The editor suggests that someone else do that job. That may or may not be happening. He still has to pixilate Cube’s mouth, because the FCC does not allow for the mouthing of profanity either.

It’s 10 after four. The show has to be delivered in acts. I think this piece is in the top of act four, so that means that even if the first portion of the show has been delivered, they still have time. Act one has to go at about 6:00 pm. Tick tock.

I wait. I have reached the place where it’s not funny to me anymore. I just want it done. I came up with this idea last Thursday. It’s now Wednesday. And we’re still in it.

My editor is looking for a creative way to cover Cube’s mouth when he curses. He doesn’t want to just use pixels. We decide to cross the barrels of two 9mm pistols and slap an “x” over his mouth. Funny. Good idea. This is why you stay in the room.

My EP is back.

“How’s it looking?”

“Good.”

“How you feeling?” he asks the editor.

“We’re gonna make it.”

“In time for act one?”

The editor deflects the question. Now my EP wants to see it. He’s got to know whether he’s in trouble or not.

He’s watching. He’s laughing. He’s satisfied. He leaves.

My editor has decided that instead of a bleep it would be cool to use the sound of a gun slide in place of the beep. It feels funny. And he wants to do it. I say fine. The vote of confidence makes him want to deliver. I need his enthusiasm right now.

Even though it’s “my” piece, everyone who works on it is vested. They all want their part to be good. Because when they tell people about it, it’ll be their piece. Everyone from Arsenio and Ice Cube down to the guy with the two-track audio.

We just picked the end frame — Ice Cube throwing up his “West Side” sign. Cube crushed that bit.

4:40 pm. TICK TOCK.

We have most of the elements in. It’s still not bleeped yet. The head of post comes in. Act one is ready to go. My editor may have some work he needs to do in another edit, but they may try to push it off to someone else. Everyone is very calm, but the pressure is on.

There’s a huddle in the hallway. The lawyer, the head of post and the show’s comedy producer.

The lawyer is back in. He wants to see the images. He thinks it looks great.

“Are you happy?”

“Yeah,” he says.

I’m not happy yet. I’ll be happy when I get home tonight and see it on the air. Then I’ll know it’s real. I guess I’ll be happy then. I’m still a comedian. We have problems with happiness.

And there goes the lawyer again. I’m sure he’ll be back.

My graphics editor has some last-minute tweaks for the editor. Even with the clock ticking, they don’t stop creating. At this point, I’ve decided to stand down. But I love that these guys know their limitations. They want it to be good. And they’re doing everything they can to make it that way.

5:03 pm

We’re very close. Bleeping still has to be done. I see a couple of things, but I’ll wait until he finishes fixing the problems he’s having before I put him on mine.

The EP is back.

“How’s it going?”

“Good.”

Now we have to make space to put “The Arsenio Hall Show” bug on the screen during the video. The hits just keep on coming. My EP and my post supervisor are both here now. Everyone is quiet. I’m always fascinated by editors and how comfortable they seem to be with people hanging behind them studying their every move. I think I would shoot someone.

But he’s focused. Fixing little things that will make it look a little better. Editor shit.

5:12 pm

My post supervisor is concerned. We have an hour, she says. The editor does not say “we’ll make it.” But we will. He’s bleeping now with the slide cock sound. He hasn’t put the guns in to cover the mouth yet. He’s chuckling.

The EP leaves. I don’t think I’ve left this room for the past two hours. And I won’t. Not until we’re done.

5:21 pm

The lawyer is back. He is concerned about the crisscrossed guns to cover the mouth for the curse words.

“Is that new?”

Lawyers don’t like new stuff.

He’s telling me this piece will have a lot of network eyes on it. The eyes of old guys. Nothing can go wrong. I guess that’s why the lawyer is back.

5:27 pm

It feels like time is crawling by. The gun cock sound and the guns popping up on Cube’s face are funny.

I’ve just discovered that we air at 10:00 pm in Central and Mountain, and in some markets at 9:30 pm, so these times are not covered by “safe harbor” rules that relax standards for language and subject matter after 11:30 pm. And this piece airs in the first half hour of the show. So while “motherfucker” wouldn’t fly anywhere, even “punk ass kittens” could now be a problem.

The editor counts 10 “motherfuckers.”

“There should be nine ‘motherfuckers’ and one ‘fucking,’” says the lawyer.

“That’s right,” the editor confirms.

The lawyer is insisting on putting a little black circle backplate behind the guns, so absolutely zero profanity can be seen.

I’m trying to figure out what I’m going to do for the staff. A lot of people went to the mat on this bit. I just want to say thanks. I’ll think of something.

5:44 pm

The lawyer is looking at pieces of mouth he wants covered. We’re talking millimeters.

My EP has just come in and said he’s uncomfortable with the guns and the gun cock sound. The lawyer was okay with that. Fuck.

“How about a moon and a cricket sound?”

Yes. And away they go. This could get more complicated, but I’m not sure how.

5:55 pm

The post supervisor and the comedy producer are back, just hovering.

Oddly enough, the moon and the crickets are kind of funny. Though I do love being on the edge, sometimes making things safer makes them funnier.

6:03 pm

I feel like a Wallenda walking across the Grand Canyon on a high wire, almost at the other side. My original editor on the piece has just poked his head into the room. He chuckles at what he sees, but he doesn’t

hang around. Now the graphics guy and the editor are on to finer details. Editor shit. I’m letting them work. The piece is pretty much done. I have nothing to add.

6:10 pm

I can hear the Ice Cube segment playing in the other edit bay. This has to be done soon. The whole show is waiting on this piece.

I’m waiting for the EP to come in and tell us time’s up. Three-plus hours, I haven’t moved. My legs are getting numb.

I can hear the intro to the piece playing in the next room. The temp version is rolling, for whatever reason. I don’t know what’s going on. It was an hour ago we were told we had until 6:30. It’s now 6:17. No one is screaming, but I sense someone is going to take this piece from us soon. That’s the way it goes. You keep working until they say pencils down.

EP is here.

“Done?”

It’s time. If he’s happy with what he sees, he will pull the plug.

By putting in bleeps, they cut out music. They’re having a problem getting the music in sync. So now the music has to be patched.

If I’m not mistaken, this show is on the air somewhere right now and we’re still cutting the piece.

“Have you put in the Arsenio logo yet?” asks the EP.

Nope.

Now he has to cut Arsenio’s bug into the piece in places where it doesn’t cover anything important.

6:28 pm

My decision-making is done. But you gotta be in the room. There are a lot of people in this room now. The lawyer has slipped back in, quietly. Man.

The EP says, “Let’s see this opus.”

The music is good.

My EP applauds. Fist bump. He’s out.

6:37 pm

The editor is still tweaking. The lawyer is looking for something. He can still hear the “ing” at the end of a “motherfucking.” That’s some kind of ear he has.

6:40 pm

Someone pokes their head in. “We’re nearing the end of act two…”

It looks like we’re done. This will be fed into the pipeline. 6:43 pm. The show airs at 10:00 in some East Coast markets.

6:45 pm

Since this didn’t actually play in front of the studio audience, now they have to add laughs.

He’s cutting the piece into the show. They’re adding applause at the top and bottom.

The EP is back, not fist bumping.

The post supervisor and the editor want to fix something. I don’t know what. I don’t speak post.

“Just feed this. We can fix the second later!”

“Jesus Christ!”

6:48 pm

Defcon 1.

My EP can’t believe these guys. Are they actually thinking about trying to cut a second out? What the fuck?

They walk out of the room at 6:50 pm. The editor comes back at 6:51.

He wants to try to put laughs in. He doesn’t get 30 seconds into it before the post supervisor stops him. “You’re not going to make it.”

Hat tip to that guy. He was in it to the end. He never quit trying to get one more thing done. It’s important to know how far people will go for something they believe in.

I’m the only one left. I can get up now. I’ll see it at home later.

As I walk down the hallway, I see people gathered at the door of one of the other edit bays. It’s the one where the show is being fed out to wherever it gets fed out to.

“What’s going on?” I ask my EP.

They want to see the piece.

I look in the room and most of the writing staff is gathered there. I can only imagine that this is nowhere near as funny as it was six days ago, and certainly not as funny as it was last night when it played to a studio audience with Ice Cube introducing the piece.

I don’t want to stand around and hear people not laughing, thinking that maybe they were wrong. I don’t want to hear them say that it’s not as funny as it was the day before. I already know all of this. The magic moment has passed.

I really wanted for this to go on the air, so I cooked up a scenario where we could get it done. And I did it, with the help of a few crazy editors and a boatload of resources. It wasn’t expensive really, just time-consuming. Time is money, I guess.

I don’t know what the response was as everyone gathered to watch the feed. I only know it wasn’t as good as I wanted it to be.

But the audience at home will be seeing it for the first time. They know nothing of this. So I have the element of surprise on my side.

And tonight, I imagine that when it plays, people will probably think it’s hilarious. A few people will tweet about it. Maybe when it goes up on the website, someone might pick it up. There were people on staff suggesting the video might go viral. Stuff like that is good for the show.

I was going to go home and watch it, but decided against it.

Six days ago, when I came up with this idea, it was magic. I laughed. My EP laughed. We wanted to get it done. Somewhere along the way you lose the spark, but you become married to the idea of seeing it through. You wonder if it was as good an idea as you thought it was. You hope you don’t mess it up. And eventually, you come out on the other side with a piece of comedy that bears a striking resemblance to the thing you thought was hilarious.

Close, but no cigar.

Fuck. I hate comedy.

All this for :55 seconds.

You gotta love it.

Ali LeRoi worked as a producer/director at The Arsenio Hall Show as they worked toward a second season pickup.They got it.

*Editor's note: 3 months after announcing the second season pickup, just before this article was published, The Arsenio Hall Show was cancelled.